FC
Finance and Capital Markets
ONTIER SPAIN

Listing on the Stock Exchange



Problem

Financial entity in the process of opening up its company capital to new investors in a manner wherein they would be able to fulfil the lesser requirements of capital as a listed company prior to a deadline outlined in the norms. The necessity of obtaining new investors further involved the admission to listing on the Spanish stock-market. Simultaneous to the admission to listing, the financial entity was in a process of restructuring in order to exclude certain property assets and loans granted to financial entities from their balance sheet. Certain aspects of corporate governance tied to conflicts of interest were also relevant.



Solution

  

Advice in corporate, regulatory and Securities Market Agency aspects in order to complete the due diligence of the main aspects of the different regulated businesses of the financial entity (retail bank business, corporate finance, insurance business, intermediate-finance business, private banking and investment banking). Review and negotiation of the different documents related to the Stock Exchange Listing (prospectus, corporate governance documentation, contracts with the bank union, advertising the offer, submission to the investors, legal advices, etc). Coordination with the different bank union's internal lawyers in order to reach agreement in relation to the commercial aspects of the contracts.



Benefit

The Stock Exchange Listing was completed and the financial entity was able to obtain a total of 3,092 million Euros with the incorporation of thousands of new shareholders (including minority share-holders). The admission to listing was part of the operation. In the end the operation allowed the financial entity to fulfil the capital requirements through the money obtained in the Stock Exchange Listing. Size of the Operation: 3,092 million Euros. [Operation executed by a lawyer prior to being incorporated to ONTIER Spain].

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